ITEM 1.01 | ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. |
On November 9, 2022, Oncor Electric Delivery Company LLC (“Oncor”) entered into a First Amendment (the “Amendment”) to the Revolving Credit Agreement, dated as of November 9, 2021 (as amended, the “Credit Agreement”) among Oncor, as borrower, the lenders from time to time party thereto (the “Lenders”), JPMorgan Chase Bank, N.A. (“JPMorgan”), as administrative agent for the Lenders and as swingline lender, the fronting banks from time to time parties thereto for letters of credit issued thereunder and the other financial institutions party thereto, including Citibank, N.A. and Wells Fargo Securities, LLC, as co-sustainability structuring agents.
The Credit Agreement provides for an unsecured revolving credit facility in an aggregate principal amount of up to $2.0 billion. The Credit Agreement also contains a customary accordion feature allowing Oncor to request an increase of up to $400 million, in $100 million increments, provided certain conditions set forth in the Credit Agreement are met. The Amendment extends the existing commitments thereunder for a period of one year, to November 9, 2027. Following the Amendment, the Credit Agreement gives Oncor the option of extending such commitments for up to one additional one-year period.
The Amendment also replaces the LIBOR-based interest rate under the Credit Agreement with interest rates based on the secured overnight financing rate (“SOFR”), subject to adjustments as specified therein. Following the Amendment, loans under the Credit Agreement bear interest at a per annum rate equal to, at Oncor’s option, (i) term SOFR for the interest period relevant to such borrowing plus an adjustment of 0.10% or (ii) an alternate base rate (the highest of (1) the prime rate of JPMorgan, (2) the greater of the federal funds effective rate or the overnight bank funding rate, plus 0.50%, and (3) term SOFR for an interest period of one month plus an adjustment of 0.10% plus 1.0%), plus, in each case, the applicable margin. The applicable margin remains unchanged as a result of the Amendment. In addition, the Amendment makes certain other modifications to the Credit Agreement, including revisions to the alternative rate of interest provisions.
The foregoing description of the Amendment is qualified in its entirety by reference to the complete terms of the Amendment, which is attached hereto as Exhibit 10.1 and incorporated by reference herein. The Lenders and their respective affiliates have, from time to time, performed various financial advisory, dealer, commercial banking, investment banking and/or trustee services for Oncor and certain of its affiliates for which they have received customary fees and expenses.
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits